Common use of Meetings of and Voting by Members Clause in Contracts

Meetings of and Voting by Members. (a) A meeting of the Members may be called at any time by those Members holding at least ten (10) of the Percentages then held by Members. Meetings of Members shall be held at the Company's principal place of business or at any other place designated by the Person calling the meeting. Not less than ten (10) nor more than ninety (90) days before each meeting, the Person calling the meeting shall give written notice of the meeting to each Member entitled to vote at the meeting. The notice shall state the time, place and purpose of the meeting. Notwithstanding the foregoing provisions, each Member who is entitled to notice may waive notice if before or after the meeting the Member signs a waiver of the notice which is filed with the records of Members' meetings. Notice is also waived if a Member is present at the meeting in person or by proxy without protesting the adequacy of notice at the outset. Unless this Agreement provides otherwise, at a meeting of Members, the presence in person or by proxy of Members holding not less than majority of the Percentages then held by Members constitutes a quorum. A Member may vote either in person or by written proxy signed by the Member or by the Member's duly authorized attorney-in-fact. (b) Except as otherwise provided in this Agreement, the affirmative vote of Members holding a majority of the Percentages then held by Members shall be required to approve any matter coming before the Members. (c) In lieu of holding a meeting, the Members may vote or otherwise take action by a written instrument indicating the consent of Members holding a majority of the Percentages then held by Members.

Appears in 1 contract

Samples: Operating Agreement (Kti Inc)

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Meetings of and Voting by Members. (a) A meeting 5.2.1 To the extent the Company is managed by its Manager, and the Managers are designated by Farmstead and TriNET, meetings of the Members may need only be called at any time by those Members holding at least ten (10) to consider the admission of a new Member, the amendment of the Percentages then held by MembersAgreement, or as otherwise required herein. Meetings of Members shall be held at the Company's principal place of business or at any other place designated by the Person calling the meetingManagers. Not less than ten (10) nor more than ninety twenty (9020) days before each meeting, the Person calling the meeting shall give written notice of the meeting to each Member entitled to vote at the meeting. The notice shall state the time, place and purpose of the meeting. Notwithstanding the foregoing provisions, each Member who is entitled to notice may waive notice if waives notice, if, before or after the meeting meeting, the Member signs a waiver of the notice which is filed with the records of Members' meetings. Notice is also waived if a Member , or is present at the meeting in person or by proxy without protesting the adequacy of notice at the outsetproxy. Unless this Agreement provides otherwise, at a meeting of Members, the presence in person or by proxy of Members holding not less than a majority of the Percentages then held by Members constitutes a quorum. A Member may vote either in person or by written proxy signed by the Member or by the Member's his/her/its duly authorized attorneyAttorney-in-factFact. (b) Except as otherwise provided in this Agreement, the affirmative vote of Members holding a majority of the Percentages then held by Members shall be required to approve any matter coming before the Members. (c) 5.2.2 In lieu of holding a meeting, the Members may vote or otherwise take action by a written instrument indicating the consent of Members holding a majority of the Percentages then in interests held by Members.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Farmstead Telephone Group Inc)

Meetings of and Voting by Members. (aA) Notwithstanding anything to the contrary herein, no Person shall be entitled to vote with respect to any Membership Interest unless such Person is a Member, the proxy or an authorized representative of a Member that is not a natural Person. (B) A meeting of the Members may be called at any time by those Members holding at least ten (10) of the Percentages then held Board or by Membersany Member. Meetings of Members shall be held at the Company's ’s principal place of business or at any other place designated by the Person calling the meetingBoard. Not less than ten (10) Business Days nor more than ninety (90) calendar days before each meeting, the Person calling the meeting Board shall give written notice of the meeting to each Member entitled to vote at the meeting. The notice shall state the time, place and purpose of the meeting. Notwithstanding the foregoing provisions, each Member who is entitled to notice may waive waives notice if before or after the meeting the Member signs a waiver of the notice which is filed with the records of Members' meetings. Notice is also waived if a Member , or is present at the meeting in person or by proxy without protesting the adequacy of notice at the outset. Unless this Agreement provides otherwise, at a meeting of Members, the presence in person or by proxy of Members holding not less than majority of the Percentages then held by Members constitutes a quorumproxy. A Member entitled to vote may vote either in person or by written proxy signed by the Member or by the Member's his, her or its duly authorized attorney-in-attorney in fact. Persons present by telephone shall be deemed to present “in person” for purposes hereof. (bC) Except as otherwise provided in this Agreement, the affirmative vote of Members holding a majority Membership Interests representing more than fifty percent (50%) of the Percentages then held outstanding Membership Interests entitled to vote (determined by Members Sharing Percentages) shall be required to approve any matter coming before such Members which is not required to be determined by the MembersApproval of the Board pursuant to the terms of this Agreement. (cD) In lieu of holding a meeting, the Members may vote or otherwise take action by a written instrument indicating the consent of Members holding a majority of the Percentages then held signed by Members.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Centerpoint Properties Trust)

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Meetings of and Voting by Members. (aA) Notwithstanding anything to the contrary herein, no Person shall be entitled to vote with respect to any Membership Interest unless such Person is a Member, the proxy or an authorized representative of a Member that is not a natural Person. (B) A meeting of the Members may be called at any time by those Members holding at least ten (10) of the Percentages then held by Membersany Member. Meetings of Members shall be held at the Company's ’s principal place of business or at any other place designated by the Person calling the meetingMembers. Not less than ten (10) Business Days nor more than ninety (90) calendar days before each meeting, the Person calling the meeting Member shall give written notice of the meeting to each Member entitled to vote at the meeting. The notice shall state the time, place and purpose of the meeting. Notwithstanding the foregoing provisions, each Member who is entitled to notice may waive waives notice if before or after the meeting the Member signs a waiver of the notice which is filed with the records of Members' meetings. Notice is also waived if a Member , or is present at the meeting in person or by proxy without protesting the adequacy of notice at the outset. Unless this Agreement provides otherwise, at a meeting of Members, the presence in person or by proxy of Members holding not less than majority of the Percentages then held by Members constitutes a quorumproxy. A Member entitled to vote may vote either in person or by written proxy signed by the Member or by the Member's his, her or its duly authorized attorney-in-attorney in fact. Persons present by telephone shall be deemed to present “in person” for purposes hereof. (bC) Except as otherwise provided in this Agreement, the affirmative vote of Members holding a majority of the Percentages then held by both Members shall be required to approve any matter coming before the Members. (cD) In lieu of holding a meeting, the Members may vote or otherwise take action by a written instrument indicating the consent of Members holding a majority of the Percentages then held signed by Members.

Appears in 1 contract

Samples: Limited Liability Company Agreement (Centerpoint Properties Trust)

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